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"Captain's Log, Stardate 41723.9. In response to a Starfleet order we are in the Xendi Sabu star system having rendezvoused with a Ferengi vessel which has requested a meeting. Although we arrived here and made appropriate signals to the Ferengi three days ago they have so far responded only with the message, "Stand by, Enterprise.""

Dr. Crusher comes to see Picard in his quarters, where he complains of feeling fatigued and having a bad headache. She examines him and can find nothing wrong, but tells him to come to sickbay all the same. Just then the Ferengi hail the Enterprise. Picard returns to the bridge and talks with the Ferengi captain, DaiMonBok over the Enterprise's viewscreen. Bok claims to know Picard, but Picard doesn't recognize Bok at all. He wants to meet Picard in person, so despite being wary of his intentions, Picard agrees to meet him aboard the Enterprise.

The time arrives for the Ferengi to beam over, and three of them materialize on the bridge: Bok and two of his officers, Kazago and Rata. Bok tells Picard that the starship is under their control and is a gift to honor the "hero of Maxia", Captain Picard. Picard realizes they are referring to an incident that took place nine years prior while he commanded the USS Stargazer. Traveling through the Maxia Zeta system, they were attacked by an unknown vessel, which Picard was forced to destroy. It turns out that the vessel was Ferengi. Picard is then hit by another headache, before ordering La Forge to zoom in on the approaching starship. It is the Stargazer, which the Ferengi found adrift, and are now giving to Picard. Bok says it will be a gift, free of charge, which his subordinates don't like.

"Captain's Log, supplemental. Bok and his officers have returned to their vessel inviting us now to officially take possession of the Stargazer."

Later in the observation lounge, Picard tells the crew about the battle. They had been traveling at warp 2 through the Maxia Zeta system when they were fired upon by an unidentified starship, damaging their shields. In the confusion, the Stargazer was hit again. Suddenly, Picard asks the Stargazer's weapons officer, Vigo, to identify the the attacking ship. This surprises the Enterprise crew, and Picard then realizes what he's said. He continues with the story, saying he ordered a sensor bearing on the enemy vessel and as it came around for another pass. He then performed what is now known as the Picard Maneuver: he ordered a jump to high warp, making it appear to the Ferengi for a second that the Stargazer was in two places at once. The Ferengi vessel fired at the Stargazer's former position while the actual ship pulled out of warp right next to it. He was then able to destroy the Ferengi vessel, but was forced to abandon ship and he and his crew drifted around space in shuttlecrafts for weeks.

Data inspects the ship

Data, Natasha Yar, Worf, and La Forge beam over to inspect the Stargazer. La Forge gets the emergency power going, and as everything looks all right, Picard then beams over. He affectionately acknowledges his old ship ("Hello old friend."), then goes to look at his old cabin, and is going through his things when he suddenly gets another headache. He grabs his head and falls back in agony. Amongst his things in an old chest, a pink sphere glows. Bok is controlling it aboard the Ferengi vessel. Dr. Crusher passes by and sees Picard in pain. She brings him back to the Enterprise, telling him that his belongings will be beamed over later.

The Enterprisetractors the Stargazer. Data tells Picard that Starfleet is sending a tug to bring it to Xendi Starbase 9, before Picard goes to his quarters for a rest. When he starts to dream, he dreams about the battle. Meanwhile in the ready room, Data shows Riker a personal log that Picard supposedly recorded, claiming that he attacked the Ferengi vessel without provocation and that the Ferengi ship was under a flag of truce.

When Riker shows Picard the log, Picard denies making the entry, but tells him he has to report his findings to Starfleet. Then Picard's headache returns. He goes back to his quarters, before Riker contacts Kazago, Bok's first officer, asking if he finds it odd that Bok is returning the Stargazer to Starfleet.

Picard is in his quarters when Crusher arrives. He tells her the headache is worsening, and he is worrying about the battle and whether he did the right thing. Crusher gives him a sedative and puts him to bed. He starts to dream about the battle again and relives it, seeing the crew and the bridge. Bok laughs aboard his own ship as he manipulates a matching sphere to the one in Picard's chest.

In Picard's ready room, Data is informing Riker that the log is a forgery, when Picard enters. Crusher follows soon after and is surprised to see the captain up and about. He dismisses everyone except Riker, whom he tells to disengage the tractor beam. In sickbay, Dr. Crusher is discussing the headaches with Deanna Troi when Wesley enters. He tells her that he noticed the captain's brain patterns were exactly the same as low intensity transmissions detected coming from the Ferengi ship.

They report this to Riker, who checks on Picard's location and finds out he has beamed onto the Stargazer. Aboard the Stargazer, Bok meets Picard and raises the ship's shields. He is carrying his pink sphere, and tells Picard that the ship the Stargazer destroyed was his son's first command as a DaiMon. Bok has spent years devising a suitable revenge, and bought the two spheres with his life savings. He leaves the sphere on the bridge and beams back onto his own vessel, leaving Picard to relive the battle.

Aboard the Enterprise, the sphere in Picard's quarters has been found, and as the Stargazer turns to attack them, Riker realizes that the sphere is being used to influence the captain's thoughts. He hails Kazago, who recognizes the sphere as a "thought maker", a device that is forbidden. Then Captain Picard comes on the viewscreen.

Riker realizes that he is going to use the Picard Maneuver, so he orders Data to come up with a suitable defense. Then Kazago hails, and tells Riker that Bok has been removed from command for his part in this "unprofitable venture". Data comes up with a defense which involves detecting the correct ship by noting the compression of gas in space and then immobilizing the Stargazer with the tractor beam. The defense works, and Riker hails Picard. He manages to convince Picard to destroy the sphere with his phaser, at which point Picard returns to normal. He then beams over to the Enterprise, leaving the dead to rest in peace and letting the past remain the past.

- Picard, hearing the doorbell in his quarters while suffering from a massive headache

"Not now, Kazago!"

- Riker

"You transferred some of his belongings from the Stargazer?"
"Yes... including a fairly heavy chest!"

- Tasha Yar and Worf

"Captain, he may refer to an encounter which occurred nine years ago in the Maxia Zeta star system, in which an unidentified starship..."
"UNIDENTIFIED?! That fine vessel was Ferengi!"
"Which... you destroyed, sir."

- Data and Bok summarize the Battle of Maxia

"The [Stargazer's] logs will be downloaded into the Enterprise's records... "
...at a pri–..."
"NO PRICE."
"No price?"

- Bok, Rata, and Kazago

"With the enemy vessel coming in for the kill, I... ordered a sensor bearing, and when it came into the return arc..."
"You performed what Starfleet textbooks now refer to as the 'Picard Maneuver'..."
"Well, I did what any... good helmsman would've done – I dropped into high warp, stopped right off the enemy vessel's bow, and... fired with everything I had."
"And blowing into maximum warp speed, you appeared, for an instant, to be in two places at once!"
"And our attacker fired on the wrong one!"

- Picard (with help from Data and Riker), explaining the tactical stratagem that bears his name

"Hello, old friend."

- Picard, after beaming onto the Stargazer's bridge

"You're welcome, ladies. Adults..."

- Wesley Crusher, after informing his mother and Troi the cause of Picard's frequent headaches

"This is a confession, given by me, Jean-Luc Picard, commanding U.S.S. Stargazer, in the hopes that my... belated honesty will be taken into account by Starfleet when judging my actions during a confrontation with an unidentified vessel. I admit, I must have mistaken their subspace antenna for a weapons cluster – unfortunately, I fired our main phasers, and the... direct hits destroyed the unknown vessel."

- Picard's final Stargazer log, as faked by Bok

"What is wrong with me?!"
"I wish to Hell I knew, captain, but something unusual has definitely been happening to you!"
"Why do doctors always say the obvious, as though it's a revelation?"
"Why do captains always act like they're immortal?"

- Picard and Dr. Crusher

"I hope you're right, Mr. Data."
"No question of it, sir."

- Riker and Data, regarding Data's Picard Maneuver countermeasure

"Where is Bok?!?!"
"Removed from command, sir, and placed under guard for his act of personal vengeance - seems there was no... profit in it."
"In revenge, there never is."

A blooper from this episode exists on a gag reel included with the Blu-Ray season 1 disc set. On it, Brent Spiner, as Data, walks through the Stargazer bridge and upon seeing the dedication plaque, reads it using an imitation of Jimmy Stewart's voice and then saying "For God's sakes Mary, they built this thing in Bedford Falls!" (Star Trek: The Next Generation Companion)

Director Rob Bowman on filming the scenes aboard the Stargazer, "It was just Patrick [Stewart] on stage, and when I shot first unit, I put a little compass, a degree meter, on the camera and got vertical, horizontal and lateral degrees, height of the camera. lens and so on. [Special FX supervisor] Rob Legato then would go back and do matching shots of the people in the chairs, over-expose them, put a number five fog filter on and transparent them about 50% on the screen so that they looked like ghosts. That was all done in post-production. It was kind of hairy, and as far as I know, I was the first person to use Steadicam on the show, which was fun. I try to use the Steadicam when I go on to other spaceships, just to give them a different feel from the Enterprise, that sense of uneasiness. But, working with Patrick was a real thrill." ("Rob Bowman - Director of a Dozen", The Official Star Trek: The Next Generation Magazine issue 10, p. 16)

The bridge of the Stargazer is a redress of the Enterprise-D's battle bridge from "Encounter at Farpoint" (which in turn, was a redress of the movie Enterprise bridge). For this occasion, the TNG-era chairs and conn/ops stations were replaced with Kirk's command chair and the combined navigation/helm station last seen in Star Trek IV: The Voyage Home. The turbolift interior from the first three Star Trek films also appears, although curiously several crewmembers are seen leaving through the side of the turbolift rather than using the car in its established capacity; within the context of the storyline, it is logical to infer that this is due to battle damage rendering the system inoperable, and the crew having to bypass it to access the turboshaft (as would later be seen in "Disaster"). Or the set directors just used the turbolift design for a small corridor leading to a turbolift off-camera... sort of like on Voyager's bridge by Ensign Kim's console.

Picard's quarters, with the characteristic starbasepainting, bookshelves and the sextant, are first seen in this episode.

This episode marks the first time Wesley wears his rainbow-striped shirt, a costume he wears in every scene in which he appears for the rest of the season.

The Stargazer was originally a Constitution-class starship and would have reused the refit USS Enterprise model from the first four Star Trek films. However, it was decided after the episode was filmed to change it from a "Constitution-class" starship to the similar sounding "Constellation-class" cruiser. This was so that when LeVar Burton dubbed over the line, the new dialogue would closely match his lip movements on screen. Wesley Crusher says the ship class when making his announcement on the bridge; his lips also appear to say "Constitution". Data also mentions the ship's class by name when reading from the dedication plaque, but his back is turned to the camera; when he says "Constellation" the closed captions say "Constitution." (Star Trek: The Next Generation Companion) This can also be confirmed as Picard's Constellation-class starship model in his ready room changes to a silver Constitution-class starship model in this episode and the following episode "Hide and Q".

In his online reviews of the TNG episodes, Wil Wheaton states that this is the episode in which Wesley went from, in Wheaton's own words, "mildly annoying to vehemently-hated character," talking about how having Wesley figure out the problem and the solution before the senior staff could was "perhaps the worst way to help the audience accept that this kid (Wesley) is going to be part of the main crew." Wheaton also remarked that the scene in sickbay where Wesley tells Crusher and Troi that he "glanced" at the scans while Dr. Crusher was researching them and, quote: "...in that brief moment, magically divined exactly what the rest of the professionally-trained crew – including the hypersmart robot – hadn't noticed: the patterns in Picard's scan are identical to the low-intensity transmissions picked up from the Ferengi ship. Wesley cements his relationship with Trekkies by muttering, "You're welcome, ladies... heh. Adults." after they leave the room. Oh, that's pure genius writing there, guys; that's not going to alienate a single fan. Bravo." Aside from that (and feeling the episode was derivative of Star Trek II: The Wrath of Khan) however, Wheaton deemed the episode to be solid overall, in large part due to Rob Bowman's direction, and the performances of Patrick Stewart and Frank Corsentino. [3]

The novel The Buried Age establishes that the course Picard set for the Stargazer was to have taken the ship into the atmosphere of a nearby gas giant, thereby destroying the ship. However, after the crew escaped in the ship's shuttlecraft, the Stargazer somehow bounced off the planet's atmosphere and was drifting near the planet when Bok arrived in the area, took possession of the Stargazer, and began plotting his revenge.